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Effective Date: December 31, 2021
This guidance relates to IIROC’s continuing education program (CE Program) which is a requirement for certain Approved Persons as set out in IIROC Rule 2700 (CE Rules).1
Proficiency is a cornerstone of the IIROC regulatory scheme. High proficiency standards play a key role in investor protection, and the integrity and efficiency of capital markets. IIROC’s goal is to create, maintain and promote high proficiency standards and a robust proficiency regime in the investment industry.
We believe that an effective CE Program follows three guiding principles:
This guidance outlines our expectations and requirements applicable to all Dealer Members (Dealers) and CE participants2 (CE Participants).
The guidance provides IIROC’s views on how the CE Rules should be applied and interpreted.
IIROC has a mandatory CE Program in order to ensure that its Approved Persons remain current on industry and regulatory developments.
The CE Program operates in two-year cycles (CE cycle) and consists of a Compliance and Professional development (PD) course. CE cycles will start on January 1st of the first year of the CE cycle and end on December 31st of the second year of the CE cycle.
Clause 2703(1)(i) sets out the requirements for the Compliance course. A Compliance course must fall within at least one of the following three major topic areas:
Refer to Appendix A for a list of suggested topics that satisfy the Compliance course requirement.
All training that fosters learning and development in areas relevant to dealer business may qualify as a PD course for CE credit.3 This includes PD training that is part of a Canadian or foreign course. It also means an individual could take courses in preparation for and advancement of his or her professional growth and development in future roles. The PD guidelines, found in Appendix B, detail broad topics for consideration when choosing a PD course.
In accordance with subsection 2703(3), the Dealer or external course provider may provide CE courses. Dealers or external course providers may accredit their CE courses through IIROC’s accreditation process as set out in IROC Notice 21-0196.4
Information on IIROC’s course accreditation process, effective January 1, 2022, and the list of accredited courses are located on IIROC’s website.
Certain individuals continuously approved in a trading capacity since January 1, 1990 or earlier are grandfathered or exempted, from the PD course requirement.5 These individuals are required to complete only the Compliance course requirement of the CE Program.
To maintain an individual’s grandfathering status, an individual must have been continuously approved in a trading capacity and may not have a break in approval of more than 90 days.
CE Participants cannot claim CE credits for the same CE course if they have completed the course before, unless the course contains new course content.6 A change in the name or date of the course alone from one year to the next year, for example, would not be sufficient and does not qualify as new course content.
Associate Portfolio Managers, Portfolio Managers, Registered Representatives (retail) and their Supervisors, are required to complete a minimum of 10 hours of Compliance courses and 20 hours of PD courses in each CE cycle. Other CE Participants are required to complete 10 hours of Compliance courses.
Subsection 2704(1) lists the CE Requirements for CE Participants by Approved Person category. Approved Person categories that are not on this list are not CE Participants and do not have any CE requirements under IIROC’s CE Program.
A CE Participant may be approved in more than one Approved Person category. IIROC requires CE Participants to complete the CE requirements for the category with the more onerous requirements. For example, where an individual is approved as a Registered Representative and a Chief Compliance Officer, IIROC will require the CE Participant to complete both the Compliance and PD course requirements for the Registered Representative category.
An individual suspended for failure to meet their CE requirements, may be reinstated after completing their CE requirements.7 Similarly, an individual who was suspended for failure to complete their post-licensing requirements and did not complete their Compliance requirement, is also required to complete this prior to reinstatement in the next cycle. Dealers employing individuals under suspension, who have not met their requirements will be subject to the penalties described in Section 10 of this Notice.
CE Participants can meet their CE requirements from a variety of sources. Courses chosen for CE must be approved by the Dealer and meet the requirements under the CE Rules.
For example, subject to the Dealer’s approval, CE Participants may meet their CE requirements by successfully completing:
Courses accredited by IIROC for both Compliance and PD CE credits, may be used for either Compliance or PD CE credits, up to the maximum CE credit value of the course. For example, an individual who completed a 5-hour course approved for both Compliance and PD, could allocate 2 hours to PD and 3 hours to Compliance, or in any other combination, up to a total of no more than 5 hours of CE. These courses are identified with a CP at the end of their accreditation number.
However, if the course is specifically accredited for 3 hours of PD and 2 hours of Compliance, a CE Participant would only be able to allocate up to a maximum of 3 hours of PD and 2 hours of Compliance CE. These courses are identified with separate accreditation numbers, one with a P and the other with a C at the end of their accreditation number.
As set out in subsection 2701(1), the goal of CE is to enhance and further develop an individual’s baseline licensing proficiencies.
Baseline licensing proficiencies refer to the proficiencies required under IIROC Rule 2600. CE is meant to build upon these fundamentals.
A CE Participant may use a licensing course for CE credit hours if the course they completed enhances and further develops their baseline proficiencies, subject to approval by the CE Participant’s Dealer. Any licensing courses completed prior to being a CE Participant will not qualify towards CE credit hours.
Licensing courses typically qualify for 20 hours of PD. Licensing courses for Executives and Supervisors with a compliance component, may also qualify for an additional 10 hours of compliance CE.
The CE Rules recognize a broad range of Compliance and PD training topics. As such, individuals are allowed to use courses offered by other regulated platforms and organizations for CE credit if:
For example, a CE Participant that completes a course to meet their CE requirements of another regulated platform, such as financial planning or insurance, may also use that course towards their CE requirements under IIROC’s CE Program, if approved by the Dealer and if the course meets the requirements to qualify as a CE course under the CE Rules.
Five hours of a CE Participant’s Compliance course requirement may consist of CE compliance courses offered by a foreign securities dealer or foreign external course provider.8
For example, an IIROC CE Participant who is also registered with the Financial Industry Regulatory Authority (FINRA) as a General Securities Representative may use up to 5 completed hours of FINRA’s required CE Regulatory Element to satisfy the IIROC CE Compliance course requirement in the same CE cycle.
There is a broad spectrum of approaches taken by Dealers to fulfill Compliance course requirements. Many Dealers develop Compliance courses that are customized to their own business, the employee conduct they desire, and on issues and developments they wish to focus on. IIROC views this as valuable CE.
Following the principle that CE enhances and further develops an individual’s baseline licensing proficiencies, in circumstances where the Dealer is using its compliance manual for that specific training to be eligible for CE credit, we require that the compliance manual training expand on the content in the manual and cover ethical issues, regulatory developments and rules governing dealer conduct. IIROC will recognize compliance manual training delivered by the Dealer through in-person seminars or webinars that are accompanied by a method of evaluation.9 Reading the compliance manual alone does not qualify for CE credit.
The CE Rules seek to encourage development of ethics training resources by Dealers and external course providers. Although the same course may not typically be repeated for CE unless the course contains new content, CE Participants may repeat IIROC approved ethics courses and count them towards their compliance course requirements in two CE program cycles, which do not need to be consecutive.10
IIROC will assess whether a course qualifies as an IIROC approved ethics course through our review of applications for accreditation of CE compliance courses. To qualify as an ethics course, the content in the course should relate principally to ethics, ethical conduct, professionalism, and professional responsibility. Courses should be relevant to the dealer business.
IIROC will indicate which courses qualify as an IIROC approved ethics course on IIROC’s listing of accredited courses.
In some instances, PD courses taken in one CE cycle may be used to satisfy the PD course requirement in the following cycle, or “carried forward”.
IIROC recognizes that CE Participants may have opportunities to take a meaningful course at the end of a CE cycle after they have already met their CE requirements in that same cycle.
Once a CE Participant has completed their PD requirements, they may complete an additional minimum 20-hour PD course and carry forward 10 hours of this course into the next CE cycle.
To qualify, the PD course must have been completed in the last six months of the CE cycle.11
The Wealth Management Essentials Course (WME) is the post-licensing requirement for individuals approved as Registered Representatives dealing with retail clients.
Where a CE Participant completes the WME to satisfy his or her post-licensing requirement, the course may also be used to fulfill the PD course requirement.
The WME cannot be carried forward and must be used in the CE cycle it was completed.12
Dealers must designate an individual responsible for supervising training and approving a CE Participant’s chosen CE course.13 We do not require this individual be approved as a Supervisor, unless the individual performs other activities which require them to obtain IIROC approval as a Supervisor.
Dealers must ensure that their CE Participants’ chosen CE courses comply with both the Compliance and PD course requirements set out in subsection 2703(1).14
Dealers should establish internal procedures for assessing courses for CE credit. Courses should be evaluated using the Compliance course and PD course requirements set out in the CE Rules, and corresponding guidelines found in the Appendices to this guidance as reference. Dealers may consider a streamlined review for courses that have been accredited by IIROC for CE.
Provided below is a suggested process for a Dealer to apply when establishing its own CE courses:
Dealers are required to evaluate CE Participants’ knowledge and understanding of the course. IIROC does not require Dealers to use a specific method of evaluation or testing for CE courses. However, Dealers should choose an evaluation method that is appropriate given the course’s delivery method and learning objectives. Examples of an appropriate evaluation method may include:
Dealers should use reasonable judgement to determine what constitutes successful completion of an internally delivered CE course. Examples can include the following:
Dealers may want to periodically review internally delivered courses for continued effectiveness in meeting its training needs.
A Dealer may allow a CE Participant to use the CE credits earned through courses or seminars completed at the CE Participant’s former sponsoring Dealer and may accept a statement of completion issued by the CE participant’s former sponsoring Dealer.15 The CE Participant may need to provide proof of successful completion and is responsible for providing the required documentation for their new Dealer’s assessment.
CE should be timely and ongoing. An individual enters the CE Program cycle upon approval in an Approved Person category with CE requirements.16
Where approval occurs in the last six months of a CE cycle, the individual will be subject to CE requirements in the following CE cycle. This does not permit individuals who were previously approved in a category with the same or lesser CE requirements from avoiding those CE requirements when they return in the same CE cycle. Examples are provided below in paragraph 7.1.
A CE Participant that changes Approved Person categories during a CE cycle is required to complete the CE requirements of his or her new Approved Person category.17
If the change in category occurs in the last six months of the CE cycle, the CE Participant’s requirements will be as follows:
To ensure the CE Participant’s change in category is not done to avoid completing a CE requirement, the Dealer must provide IIROC with a letter of explanation.18 The letter should explain the reasons for the change in category and confirm that the change is not a deliberate attempt to avoid a CE requirement. IIROC Registration staff may request additional information if the explanation is not satisfactory. Similarly, if in the first six months of the following cycle the CE Participant changes back to a category that requires both Compliance and PD CE, the Dealer will need to provide IIROC with another letter of explanation.
IIROC allows certain individuals to voluntarily participate in its CE Program.19 Voluntary participation is available to formerly Approved Persons no longer approved.
Individuals who voluntarily participate in the CE Program may extend the validity period of the Canadian Securities Course (CSC) up to June 30th of the first year of the next two-year CE cycle. Individuals can avoid rewriting a lapsed CSC by taking a course or courses on the list of approved courses for voluntary participation.
Voluntary participation may be used to extend the validity of the CSC for one CE cycle only.
IIROC determines which courses are available for voluntary participation. The course list is available on IIROC’s website.
Courses on the list have the following characteristics:
We are currently reviewing the courses on the list. During our review, the list may change to reflect our findings about certain courses. In addition, an individual may have to complete one or more courses on this list to demonstrate equivalency and to maintain the CSC’s validity.
A Dealer may seek an extension to complete CE requirements on a CE Participant’s behalf. Extensions may be requested in circumstances where an individual requires more time to complete their CE requirements due to, but not limited to, an illness or other hardship. Extension requests must meet the requirements under subsection 2745(1).
Generally, IIROC will support extension requests for up to the lesser of six months or the length of the CE Participant’s absence. Extensions greater than six months, or for a period longer than the CE Participant’s absence may be granted in limited situations. All requests are decided on a case-by-case basis.
Any extensions granted will not result in additional time allotted to the CE Participant to complete their CE requirements in the following CE cycle. In other words, if the individual faces a hardship in completing their CE requirements during the next CE cycle, a separate request and submission will be required.
All CE Participants, including those on a leave of absence, must complete their CE requirements each cycle to maintain the currency of their proficiencies and Approved Person status. Failure to do so may result in fines and/or suspension as outlined in section 2755.
A Dealer may seek an exemption from CE requirements on a CE Participant’s behalf where the CE Participant is on an indefinite leave of absence and unable to complete their CE requirements due to, but not limited to an illness, for more than one CE cycle. These requests must meet the requirements under subsection 2745(2). Exemption requests should be supported by reasons indicating the nature of the hardship faced. Submissions are reviewed on a case-by-case basis.
A CE Participant who is granted an exemption under subsection 2745(2) and then returns:
Dealers must keep evidence and verify their CE Participants’ successful completion of the CE courses.21 This may take the form of course certificates or notices of completion issued by the internal or external course provider.
Dealers must retain CE records for a minimum of seven years, following the end of the continuing education program cycle.22 IIROC may audit a Dealer’s CE records to ensure compliance with the CE Rules.
Dealers must notify IIROC of its CE Participants’ CE completions within 10 business days after the end of the CE cycle. Dealers are required to update this information in IIROC’s CE online reporting system located in IIROC Services.23 Dealers may also report CE completions, at any time, throughout the CE cycle for operational efficiency.
Dealers can also use the CE online reporting system to conduct searches and generate completion status reports that show which CE Participants at the Dealer have not completed their CE requirements.
We expect Dealers to use the CE online reporting system to verify their records for CE completions. Where a CE Participant has not completed their CE requirements, we expect the Dealer to follow up and inform them that a CE Participant with incomplete and unreported CE requirements will face suspension on the last business day in the first month of the next CE cycle. For example, for CE cycle 9, (which runs from January 1, 2022 to December 31, 2023) the last business day in the first month of CE cycle 10 is January 31, 2024.
Dealers who require technical assistance with IIROC’s CE online reporting system should contact [email protected].
IIROC will impose the following penalties on Dealers who fail to meet their CE reporting requirements and/or for non-completion of CE requirements by the Dealers’ CE Participants:24
IIROC may reinstate a CE Participant’s approval after they have completed their requirements and their Dealer has notified IIROC in writing.25
To make this request, we ask that the Dealer notify their IIROC Registration Manager or Senior Registration Officer in writing, by email, indicating that the CE Participant has completed their CE requirements and requests removal of the suspension. We may request supporting documentation such as proof of completion of any CE courses prior to lifting the suspension.
IIROC Rules this Guidance Note relates to:
This Guidance Note replaces Notice 19-0222 – Rules Notice – Guidance on IIROC’s Continuing Education Program.
This Guidance Note was published under Notice 21-0237.
IIROC provides guidelines for its CE program to assist individuals and Dealers understand and comply with the CE Rules.
These guidelines have been developed to provide flexibility to Dealers and CE Participants.
Below are guidelines for the following elements of the CE Program:
Clause 2703(1)(i) describes the Compliance course requirement for IIROC’s CE Program. Examples of relevant topics include:
Clause 2703(1)(ii) describes the PD course requirement for IIROC’s CE Program. Suggested topics for training include:
Alternate activities may be used to satisfy CE credit hours upon request. These activities will not be included on the IIROC accredited course listing.
CE Participants who are members of IIROC committees, who participate in IIROC working groups or training, and attend IIROC conferences may be able to use their participation in these activities towards CE credit hours. Requests are to be made to the IIROC coordinator responsible for the particular committee/conference. Below is a non-exhaustive list:
CE Participants may also use other alternate activities towards their CE credit hours such as those shown in the non-exhaustive list below. Requests are to be made directly to their Dealer for consideration if the activity can be used towards the CE Participants’ CE requirements.